1.1 Welcome to the network of interactive
services owned, operated, or provided by Aeon Innovation. (“Aeon Innovation”,
“we”, “our”, or “us”). These Terms of Use (“Terms”) govern your use of any Aeon
Innovation website or service (collectively, the “Services”) that includes an
authorized link to these Terms.

1.2
Please review these Terms carefully
before using the Services. By using any of the Services, you accept and
acknowledge that your use of the Services is subject to these Terms and
the laws of the Province of Ontario, and that you have had the opportunity
to obtain independent legal advice regarding the same.

1.3 By using any of the Services, you
accept and acknowledge that you are over the legal age of majority. If you are
under the legal age of majority, you accept and acknowledge that your legal
guardian or parent accepts these Terms, and all legal and financial
responsibility and liability for your actions and hereby ratifies and confirms
any of your acts while using the Services.

2 Changes

2.1 We may occasionally change these
Terms, so we encourage you to review the Terms periodically. The most current
version of the Terms (along with their effective date) will be linked from each
of the Services. If you continue to use the Services after we change the Terms,
you accept all changes.

3.1
OurPrivacy
Policydescribes
our practices concerning data that you provide or that we may collect about you
through the Services, and you consent to our use of data in compliance with the
Privacy Policy.

3.2 Additional
terms may apply to your use of the Services. We will provide these terms to you
or post them on the Services to which they apply; they are incorporated by
reference into these Terms. If there is a conflict between these Terms and any
additional terms that apply to a particular Service, the additional terms will
control.

4 Registration and Access Controls

4.1 You are responsible for maintaining
the confidentiality of your login names and passwords and you accept
responsibility for all activities, charges, and damages that occur under your
account. You agree to notify Aeon Innovation immediately of any unauthorized
use of your account or any other breach of security. We will not be responsible
for any loss or damage resulting from your failure to notify us of unauthorized
use. We will not be liable for any loss that you may incur as a result of
someone else using your password or account, either with or without your
knowledge. However, you could be held liable for losses incurred by Aeon
Innovation or another party due to someone else using your account or password.
You may not use anyone else’s account at any time, without the permission of
the account holder.

4.2 If we request registration information
from you, you must provide us with accurate and complete information and must
update the information when it changes. You may not access any age-restricted
Services unless you are above the required age.

5 Intellectual Property: License

5.1 General

1) The content, information, data,
designs, code, and materials associated with the Services (“Content”) are
protected by intellectual property and other laws. You must comply with all
such laws and applicable copyright, trademark or other legal notices or
restrictions.

2) Subject to these Terms, you may access
and use the Services only for your own personal, non-commercial use. We reserve
all other rights to the Services and Content, and you may not otherwise copy,
reproduce, distribute, publish, display, perform, or create derivative works of
the Services or Content without our permission. You also may not transfer or
sublicense this limited right to use the Services or resell the Services.

5.2 Viral Distribution

We may expressly authorize you to
redistribute certain Content for personal, non-commercial use. We will identify
the Content that you are authorized to redistribute and describe ways you may
redistribute it (such as via email, blogs, or embedded players). We may revoke
this authorization at any time. If you redistribute Content, you must be able
to edit or delete such publicly posted Content and you must edit or delete it
promptly upon our request.

5.3 Commercial Licenses

You must obtain our written
permission for commercial use of the Content or the Services. If you wish to
license Content from the Services, please contact us.

6.1 Some of the Services may allow you to
submit or transmit audio, video, text, or other materials (collectively, “User Submissions”)
to or through the Services. When you provide User Submissions, you grant to
Aeon Innovation, its parent, subsidiaries, affiliates, and partners a
non-exclusive, worldwide, royalty-free, fully sublicenseable license to use,
distribute, edit, display, archive, publish, sublicense, perform, reproduce,
make available, transmit, broadcast, sell, translate, and create derivative
works of those User Submissions, and your name, voice, likeness and other
identifying information where part of a User Submission, in any form, media,
software, or technology of any kind now known or developed in the future,
including, without limitation, for developing, manufacturing, and marketing
products. You hereby waive any rights you may have in your User Submissions.

6.2 We respect your ownership of User
Submissions. If you owned a User Submission before providing it to us, you will
continue owning it after providing it to us, subject to any rights granted in
the Terms and any access granted to others. If you delete a User Submission
from the Services, our general license to that User Submission will end after a
reasonable period of time required for the deletion to take full effect.
However, the User Submission may still exist in our backup copies, which are
not publicly available. If your User Submission is shared with third parties,
those third parties may have retained copies of your User Submissions. In
addition, if we made use of your User Submission before you deleted it, we will
continue to have the right to make, duplicate, redistribute, and sublicense
those pre-existing uses, even after you delete the User Submission. Terminating
your account on a Service will not automatically delete your User Submissions.

6.3 We may refuse or remove a User
Submission without notice to you. However, we have no obligation to monitor
User Submissions, and you agree that neither we nor our parent, subsidiaries,
affiliates, employees, or agents will be liable for User Submissions or any
loss or damage resulting from User Submissions.

6.4 Except as provided in the Privacy
Policy, we do not guarantee that User Submissions will be private, even if the
User Submission is in a password-protected area. Accordingly, you should not
provide User Submissions that you want protected from others.

6.5 You represent and warrant that you
have all rights necessary to grant to Aeon Innovation the license above and
that none of your User Submissions are defamatory, violate any rights of third
parties (including intellectual property rights or rights of publicity or
privacy), or violate applicable law.

6.6 In addition to the warranty and
representation set forth above, by submitting a User Submission that contains
images, photographs, pictures or that are otherwise graphical in whole or in
part (“Images”), you warrant and represent that (a) you are the copyright owner
of such Images, or that the copyright owner of such Images has granted you
permission to use such Images consistent with the manner and purpose of your
use and as otherwise permitted by these Terms of Use and the Services, (b) you
have the rights necessary to grant the license and sublicense described in
these Terms of Use, and (c) that each person depicted in such Images, if any,
has provided consent to the use of the Images as set forth in these Terms of
Use, including, by way of example, and not as limitation, the distribution,
public display and reproduction of such Images. By submitting Images, you are
granting
(a) to all members of your
private community (for each such Images available to members of such private
community), and/or (b) to the general public (for each such Images available
anywhere on the Services, other than a private community), permission to use
your Images in connection with the use, as permitted by these Terms of Use, of
any of the Services, (including, by way of example, and not as a limitation,
making prints and gift items which include such Images), and including, without
limitation, a non-exclusive, world-wide, royalty-free license to: copy,
distribute, transmit, publicly display, publicly perform, reproduce, edit,
translate and reformat your Images without having your name attached to such
Images, and the right to sublicense such rights to any supplier of the
Services. The licenses granted in the preceding sentences for a Images will
terminate at the time you completely remove such Images from the Services,
provided that, such termination shall not affect any licenses granted in
connection with such Images prior to the time you completely remove such
Images. No compensation will be paid with respect to the use of your Images.

We occasionally provide third party
content or link to third party websites on the Services. We do not necessarily
endorse or evaluate third party content and websites, and we do not assume
responsibility for third parties’ actions or omissions. You should review third
parties’ terms of use and privacy policies before you use their services.

8 Acceptable Use

8.1 The Services have been designed to
present Content in a unique format and appearance. Unless we give you
permission, you agree not to access the Services using any interface other than
ours. We may deny permission to link to the Services for any reason in our sole
discretion, and you must be able to edit or delete promptly links that you
create, upon our request.

8.2 As a condition of your use of the
Services, you will not use the Services for any purpose that is unlawful or
prohibited by these terms, conditions, and notices. You may not use the
Services in any manner that could damage, disable, overburden, or impair any
Aeon Innovation server, or the network(s) connected to the Aeon Innovation
server, or interfere with any other party’s use and enjoyment of any Services.
You may not attempt to gain unauthorized access to any Aeon Innovation Server
or to any of the Services, through hacking, password mining or any other means.
You may not obtain or attempt to obtain any materials or information through
any means not intentionally made available through the Services.

8.3 Without limiting any other provision
in these Terms, you may not use the Services to do the following or assist
others to do the following:

•
Link to the Services from a site or transmit any
material that is inappropriate, profane, vulgar, offensive, false, disparaging,
defamatory, obscene, illegal, sexually explicit, racist, that promotes
violence, racial hatred, or terrorism, or that we deem, in our sole discretion,
to be otherwise objectionable;

•
Frame the Services, display the Services in
connection with an unauthorized logo or mark, or do anything that could falsely
suggest a relationship between Aeon Innovation and any third party or
potentially deprive us of revenue (including, without limitation, revenue from
advertising, branding, or promotional activities);

•
Violate any person's or entity's legal rights
(including, without limitation, intellectual property, privacy, and publicity
rights), transmit material that violates or circumvents such rights, or remove
or alter intellectual property or other legal notices;

•
Advertise or promote goods or services without
our permission (including, without limitation, by sending spam);

•
Interfere with others using the Services or
otherwise disrupt the Services;

•
Transmit, collect, or access personally
identifiable information about other users without the consent of those users
and Aeon Innovation;

•
Engage in unauthorized spidering, “scraping,” or
harvesting Content, contact or other personal information, or use any other
unauthorized automated means to compile information;

•
Impersonate any person or entity or otherwise
misrepresent your affiliation or the origin of materials you transmit; or

•
Defeat any access controls, access any portion
of the Services that we have not authorized you to access (including
password-protected areas), link to password-protected areas, attempt to access
or use another user’s account or information, or allow anyone else to use your
account or access credentials.

8.4 The Services may contain e-mail
services, bulletin board services, chat areas, news groups, forums,
communities, and/or other message or communication facilities designed to
enable you to communicate with others (each a “Communication Service” and
collectively “Communication Services”). You agree to use the Communication
Services only to post, send, and receive messages and material that are proper
and, when applicable, related to the particular Communication Service. By way
of example, and not as a limitation, you agree that when using the
Communication Services, you will not:

•
Use the Communication Services in connection
with surveys, contests, pyramid schemes, chain letters, junk email, spamming or
any duplicative or unsolicited messages (commercial or otherwise);

•
Upload, or otherwise make available, files that
contain images, photographs, or software or other material protected by intellectual
property laws, including, by way of example, and not as limitation, copyright
or trademark laws (or by rights of privacy or publicity) unless you own or
control the rights thereto or have received all necessary consent to do the
same;

•
Use any material or information, including
images or photographs, which are made available through the Services in any
manner that infringes any copyright, trademark, patent, trade secret, or other
proprietary right of any party;

•
Upload files that contain viruses, Trojan
horses, worms, time bombs, cancelbots, corrupted files, or any other similar
software or program that may damage the operation of another’s computer or
property of another;

•
Advertise or offer to sell or buy any goods or
services for any business purpose, unless such Communication Services
specifically allows for such messages;

•
Download any file posted by another user of a
Communication Service that you know, or reasonably should know, cannot be
legally reproduced, displayed, performed, and/or distributed in such manner;

•
Falsify or delete any copyright management
information, such as author attributions, legal or other proper notices or
proprietary designations or labels of the origin or source of software or other
material contained in a file that is uploaded;

•
Restrict or inhibit any other user from using
and enjoying the Communication Services;

•
Violate any code of conduct or other guidelines
which may be applicable for any particular Communication Service;

•
Use, download or otherwise copy, or provide
(whether or not for a fee) to a person or entity any directory of users of the
Services or other user or usage information or any portion thereof;

8.5 Aeon Innovation has no obligation to
monitor the Communication Services. However, Aeon Innovation reserves the right
to review materials posted to the Communication Services and to remove any
materials in its sole discretion. Aeon Innovation reserves the right to
terminate your access to any or all of the Communication Services at any time,
without notice, for any reason whatsoever.

8.6 Always use caution when giving out any
personally identifiable information about yourself in any Communication
Services. Aeon Innovation does not control or endorse the content, messages or
information found in any Communication Services and, therefore, Aeon Innovation
specifically disclaims any liability with regard to the Communication Services
and any actions resulting from your participation in any Communication
Services. Managers and hosts are not authorized Aeon Innovation spokespersons,
and their views do not necessarily reflect those of Aeon Innovation.

8.7 Materials uploaded to the
Communication Services may be subject to posted limitations on usage,
reproduction and/or dissemination; you are responsible for adhering to such
limitations if you download the materials.

9 Site Access: Account Deletion

9.1 We may take any of the following
actions in our sole discretion at any time and for any reason without giving
you prior notice:

•
Provide information concerning you and your
activities to comply with applicable laws or respond to court order, subpoenas,
or other lawful requests, or if we believe doing so would protect your safety
or that of another person or protect the security of the Services, or as
otherwise described in the Privacy Policy.

9.2 We will not be liable to you or any
third party for taking any of these actions and we will not be limited to the
remedies above if you violate these Terms.

9.3
If you do not agree to these Terms,
you should immediately stop using the Services
. If
you want to delete your account on a Service, please use contact instructions
posted on the Service at which you obtained the account. Any User Submissions
you made while using the Services will continue to be governed by Section 6 of
these Terms.

9.4 Sections 6 and 13-17 of these Terms
will survive any termination of your access to the Services, whether we
terminate your access or you voluntarily discontinue your use.

10 Interaction with Other Users

In no event shall Aeon Innovation be
liable for any damages whatsoever, whether direct, indirect, general, special,
compensatory, consequential, and/or incidental, arising out of or relating to
the conduct of you or anyone else in connection with the use of the Services,
including without limitation, bodily injury, emotional distress, and/or any
other damages resulting from communications or meetings with other persons you
meet through the Services. You agree to take all reasonable precautions in all
interactions with other members of the service, particularly if you decide to
meet in person.

11 Making Claims of Copyright Infringement

If you believe that
any material or content distributed by Aeon Innovation constitutes copyright
infringement, please provide us with the following information: an electronic
or physical signature of the person authorized to act on behalf of the owner of
the copyright interest; a description of the copyrighted work that you claim
has been infringed; a description of where the material that you claim is
infringing is located on our website; your address, telephone number and email
address; a written statement by you that you have a good faith belief that the
disputed use is not authorized by the copyright owner, its agent, or the law; a
statement by you, made under penalty of perjury, that the above information in
your notice is accurate and that you are the copyright owner or authorized to
act on the copyright owner's behalf.

12 Indemnification

You will defend, indemnify, and hold
harmless Aeon Innovation, its parent, subsidiaries, affiliates, and the
directors, officers, employees, shareholders, vendors, partners, contractors,
agents, licensors or other representatives of each of them and all of their
successors and assigns (collectively, the “Aeon Innovation Parties”)
with respect to all claims, costs (including attorney’s fees and costs),
damages, liabilities, and expenses or obligations of any kind, arising out of
or in connection with your use or misuse of the Services (including, without
limitation use of your account, whether or not authorized by you, and claims
arising from User Submissions). Aeon Innovation retains the right to assume the
exclusive defense and control of any claim subject to indemnification, and in
such cases you agree to cooperate with us to defend such claim. You may not
settle any claim covered by this Section 11 without Aeon Innovation’s prior
written approval.

13 Disclaimers: Limitation of Liability

THE AEON INNOVATION
PARTIES DO NOT WARRANT: (1) THAT THE SERVICES, ANY OF THE SERVICES’ FUNCTIONS
OR ANY CONTENT OR SOFTWARE CONTAINED THEREIN WILL BE UNINTERRUPTED OR
ERROR-FREE; (2) THAT DEFECTS WILL BE CORRECTED; (3) THAT THE SERVICES OR THE
SERVERS HOSTING THEM ARE FREE OF VIRUSES OR OTHER HARMFUL CODE; OR (4) THAT THE
SERVICES OR INFORMATION AVAILABLE THROUGH THE SERVICES WILL CONTINUE TO BE
AVAILABLE. THE AEON INNOVATION PARTIES DISCLAIM ANY EXPRESS OR IMPLIED
WARRANTIES, INCLUDING, WITHOUT LIMITATION, NONINFRINGEMENT, MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE, AND TITLE. THE SERVICES, INCLUDING, WITHOUT
LIMITATION, ALL CONTENT, SOFTWARE, AND FUNCTIONS MADE AVAILABLE ON OR ACCESSED
THROUGH OR SENT FROM THE SERVICES, ARE PROVIDED “AS IS,” “AS AVAILABLE,” AND
“WITH ALL FAULTS.”

THE AEON INNOVATION
PARTIES WILL NOT BE LIABLE TO YOU OR ANYONE ELSE FOR ANY LOSS OR DAMAGES OF ANY
KIND (INCLUDING, WITHOUT LIMITATION, FOR ANY SPECIAL, DIRECT, INDIRECT,
INCIDENTAL, EXEMPLARY, ECONOMIC, PUNITIVE, OR CONSEQUENTIAL DAMAGES) IN
CONNECTION WITH THE SERVICES OR YOUR USER SUBMISSIONS, EVEN IF FORESEEABLE OR
EVEN IF ONE OR MORE OF THE AEON INNOVATION PARTIES HAS BEEN ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES (INCLUDING, WITHOUT LIMITATION, WHETHER CAUSED IN WHOLE OR IN
PART BY NEGLIGENCE, GROSS NEGLIGENCE, OR OTHERWISE, BUT EXCLUDING WILLFUL
MISCONDUCT) UNLESS SPECIFIED IN WRITING. THE AEON INNOVATION PARTIES’ LIABILITY
IN CONNECTION WITH THE SERVICES OR YOUR USER SUBMISSIONS FOR WILLFUL MISCONDUCT
WILL NOT EXCEED THE AMOUNT PAID BY YOU TO AEON INNOVATION IN THE THREE MONTHS
PRECEEDING THE CLAIM.

YOUR ACCESS TO AND USE
OF THE SERVICES IS AT YOUR RISK. IF YOU ARE DISSATISFIED WITH THE SERVICES OR
ANY OF THE CONTENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE ACCESSING
AND USING THE SERVICES.

YOU ACKNOWLEDGE AND
AGREE THAT IF YOU INCUR ANY DAMAGES THAT ARISE OUT OF THE AEON INNOVATION
PARTIES’ ACTS OR OMISSIONS, THE DAMAGES, IF ANY, ARE NOT IRREPARABLE AND ARE
NOT SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION OR OTHER EQUITABLE RELIEF
RESTRICTING EXPLOITATION OF ANY WEBSITE, PROPERTY, PRODUCT, PROGRAM, TELEVISION
SHOW, MOTION PICTURE, OR OTHER AUDIO/VISUAL CONTENT OWNED OR CONTROLLED BY THE
AEON INNOVATION PARTIES, INCLUDING WITHOUT LIMITATION THE SERVICES (INCLUDING
THOSE INCORPORATING USER SUBMISSIONS).

YOU ACKNOWLEDGE THAT
YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE UNKNOWN OR ARE
UNSUSPECTED. ACCORDINGLY, YOU AGREE TO WAIVE THE BENEFIT OF ANY LAW THAT
OTHERWISE MIGHT LIMIT YOUR WAIVER OF SUCH CLAIMS.

SOME JURISDICTIONS DO
NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF
CERTAIN DAMAGES, SO SOME OF THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY
TO YOU.

14
Governing Law; Venue; and,
Jurisdiction

14.1 These Terms and all claims arising from
or related to your use of the Services will be governed by and construed in
accordance with the laws of the Province of Ontario, Canada.

14.2 With respect to any disputes or claims
not subject to arbitration (as set forth below), you agree to exclusive
jurisdiction in the Provincial and Federal courts in Ontario. Notwithstanding
any other provision of these Terms, we may seek injunctive or other equitable relief
from any court of competent jurisdiction.

14.3 Regardless of any statute or law to the
contrary, you must file any claim or action related to use of the Services or
these Terms within one year after such claim or action accrued. Otherwise, you
will waive the claim or action.

15 Arbitration

15.1 We may elect to resolve any controversy
or claim arising out of or relating to these Terms or the Services by binding
arbitration in accordance with the commercial arbitration rules of the
Commercial
Arbitration Act
, R.S.C. 1985 c. 17 and any regulation made thereunder.
Unless we establish a different location, arbitration hearings will be held in
Ontario. The arbitrator’s award will be binding and may be entered as a
judgment in any court of competent jurisdiction.

16 Miscellaneous

We may be required by Provincial or
Federal law to notify you of certain events. You hereby acknowledge and agree
that such notices will be effective upon our posting them on our sites or
delivering them to you via email. You may update your email address by visiting
the Services where you have provided contact information. If you do not provide
us with accurate information, we will not be responsible for failure to notify
you. Our failure to exercise or enforce any right or provision in these Terms
will not constitute a waiver of such right or provision. These Terms, including
all additional terms, conditions, and policies on the Services, constitute the
entire agreement between you and us and supersede all prior agreements with respect
to the subject matter hereof. In the event that any provision of these Terms is
found to be void, invalid, illegal or unenforceable by a court of competent
jurisdiction, such finding will not affect any other provision of these Terms
which will continue to be in full force and effect.